Exhibit 13

Management's Discussion and Analysis

Forward-looking Statements

The following discussion should be read in conjunction with the
consolidated financial statements contained in this Annual Report to
Shareholders. Certain statements contained in this discussion and elsewhere in
this report may constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements involve a number of risks, uncertainties and other factors that could
cause actual results to differ materially from expectations contained in such
statements.

Factors that may materially affect financial condition and future results
include: global economic conditions; the impact of unforeseen economic and
political changes, including the threat of terrorism and its potential
consequences; the timely and successful introduction of new products; the
availability of funding in the fire service and homeland security markets;
fluctuations in the cost and availability of key materials and components; the
company's ability to generate sufficient cash flow to support capital
expenditures, debt repayment, and general operating activities; the company's
ability to achieve sales and earnings forecasts; the company's ability to
successfully integrate acquisitions and complete divestitures; and interest and
currency exchange rates.

The foregoing list of important factors is not exclusive. The company
undertakes no obligation to publicly update or revise its forward-looking
statements.

Critical Accounting Policies and Estimates

MSA prepares its consolidated financial statements in accordance with
accounting principles generally accepted in the United States of America. The
preparation of these financial statements requires MSA to make estimates and
judgements that affect the reported amounts of assets, liabilities, revenues and
expenses, and the related disclosures. MSA bases its estimates and judgements
on historical experience and various other assumptions that are believed to be
reasonable under the circumstances, the results of which form the basis for
making judgements about the carrying values of assets and liabilities that are
not readily apparent from other sources. MSA evaluates these estimates and
judgements on an on-going basis. Actual results may differ from these estimates
and judgements.

MSA believes the following critical accounting policies affect its more
significant estimates and judgements used in the preparation of the financial
statements. MSA recognizes revenue from the sale of products when title,
ownership, and risk of loss pass to the customers. Amounts billed to customers
for shipping and handling are included in net sales. MSA records estimated
reductions to sales for customer programs including volume-based incentives. If
market conditions were to change, the amounts due to customers under these
programs could differ from the recorded estimates. MSA maintains allowances for
doubtful accounts for estimated losses resulting from the inability of its
customers to make required payments. If the financial condition of MSA's
customers were to deteriorate, resulting in an impairment of their ability to
make payments, additional allowances could be required. MSA provides for the
estimated cost of product warranties at the time that sales are recognized.
While MSA has extensive product quality programs and processes, the company's
warranty obligation is affected by product failure rates, material usage, and
service delivery costs incurred in correcting a product failure. Should actual
product failure rates, material usage, or service delivery costs differ from
MSA's estimates, revisions to the estimated warranty liability would be
required. MSA maintains reserves covering the uninsured portion of product
liability claims. These reserves are based on management's evaluation of known
claims and actuarial valuations. Should actual claims be greater than MSA's
estimates, additional product liability charges could be required. MSA writes
down its inventory for estimated obsolescence or unmarketable inventory equal to
the difference between the cost of the inventory and the estimated market value
based on assumptions about future demand and market conditions. If actual market
conditions were less favorable than those projected by management, additional
inventory write-downs could be required. MSA records an estimated income tax
liability based on management's best judgement of the amounts likely to be paid
in the various tax jurisdictions in which it operates. The tax liabilities
ultimately paid are dependent on a number of factors, including the resolution
of tax audits, and may differ from the amounts recorded. Tax liabilities are
adjusted through income when it becomes probable that the actual liability
differs from the amount recorded. Actuarial assumptions have a significant
impact on the determination of net periodic pension costs and credits. If actual
experience differs from these assumptions, future net periodic pension costs and
credits could be adversely affected.

Significant accounting policies are described in note 1 to the consolidated
financial statements.

14 MSA

Results of Operations

Corporate initiatives - MSA's performance in recent years is the result of
a number of ongoing initiatives intended to improve competitive position and
profitability through the development of key new products, increased focus on
core safety products business competencies, selective entry into emerging
geographic markets, and continuing emphasis on operating cost control.

During the second quarter of 2002, MSA acquired CGF Gallet, of Lyon,
France, the leading European manufacturer of protective helmets for the fire
service, as well as head protection for the police and military. The Gallet
acquisition reflects MSA's ongoing strategy of identifying and making targeted
acquisitions in focused product and geographic markets. The Gallet product line
complements MSA's established line of fire service products and provides the
company with opportunities in other areas where Gallet is strong - such as in
the law enforcement, military, and aviation markets. Gallet is being integrated
into MSA's operations and its products are being marketed under the MSA Gallet
name.

In November, the company announced its decision to explore strategic
options regarding the future operations of Callery Chemical, a division that
develops, manufactures, and sells alkali metal strong bases and borane
chemicals. These specialty chemicals are used in pharmaceuticals, agricultural
chemicals, plastics, and a number of other applications. Current discussions
with potential purchasers could result in the division being sold for a gain
during 2003. The divestiture of the specialty chemical business will better
position the company to focus on its core safety products business. The results
of the division and the assets expected to be sold have been reported as
discontinued operations and assets held for sale in the accompanying financial
statements.

Making it easy for customers to do business with us has always been a
priority at MSA. This commitment is evident in our award-winning Pittsburgh
based customer service center which gives customers in the U.S. and Canada
access to knowledgeable and responsive one-stop-shopping. To further enhance our
interface with our distributor partners and end-users worldwide, MSA recently
introduced new e-business capabilities. Through our ePartner website, our
distributor partners in North America and Europe can access the MSA product
catalog, check product availability, view order and account status, configure
assemble-to-order products, and enter orders.

2002 versus 2001 - Sales for 2002 were $564.4 million, an increase of $54.7
million, or 11%, from $509.7 million in 2001.

Sales by North American operations were $369.7 million in 2002, an increase
of $26.1 million, or 8%, from $343.6 million in 2001. The sales improvement
occurred in the United States and is largely related to higher shipments of gas
masks to the military and homeland security markets. Sales to the fire service
market were relatively flat year-to-year with increased shipments of
self-contained breathing apparatus being offset by lower shipments of thermal
imaging cameras. Thermal imaging camera sales are dependent on the level of
federal government funding provided to local fire departments. During 2002 much
of this funding was diverted to meeting homeland security requirements. Sales of
instruments and fall protection equipment were slightly lower in 2002,
reflecting sluggishness in industrial markets.

Sales by European operations were $122.4 million in 2002, an increase of
$28.2 million, or 30%, from $94.2 million in 2001. A significant portion of the
improvement was due to the acquisition of Gallet Helmets during the second
quarter. European sales also benefited from strong shipments of escape breathing
devices for use in the merchant marine fleet. When stated in U.S. dollars,
European sales also benefited from the currency translation effects of a strong
Euro.

Sales by International operations were $72.2 million in 2002 compared to
$71.7 million in 2001, an increase of $471,000, or 1%. Local currency sales
growth of approximately 7% was offset by unfavorable currency translation
effects when stated in U.S. dollars. Local currency sales growth was achieved in
Africa, Brazil, and Australia.

Gross profit for 2002 was $212.8 million, an increase of $12.7 million, or
6%, from $200.1 million in 2001. The ratio of gross profit to sales was 37.7% in
2002 compared to 39.2% in 2001. The lower gross profit percentage is largely
related to sales mix changes and somewhat lower gross margins in North American
industrial markets.

Research and development expenses, which are included in cost of products
sold, were $20.4 million in 2002, an increase of $3.7 million, or 22%, from
$16.7 million in 2001. These expenses relate to safety products equipment
research and development activities primarily in the U.S. and Europe. The
increase reflects higher research and development costs in the U.S. and in
Europe due to the acquisition of Gallet.

Selling, general and administrative expenses increased $10.8 million, or 8%
to $140.9 million in 2002, but decreased as a percent of sales to 25.0% in 2002
compared to 25.5% in 2001. The increase in selling, general and administrative
expenses occurred in North America and Europe and reflects costs associated with
higher sales volumes, higher insurance costs, and the acquisition of Gallet.

2002 Annual Report 15

Management's Discussion and Analysis

Depreciation and amortization expense was $21.5 million in 2002, a decrease
of $1.1 million, or 5%, from $22.6 million in 2001. As required by FAS No. 142,
goodwill amortization was discontinued at the beginning of 2002. Goodwill
amortization expense was $2.2 million in 2001. The decrease associated with the
absence of goodwill amortization in 2002 was partially offset by the inclusion
of Gallet depreciation and regular asset additions.

Cost of products sold and selling, general and administrative expenses
include net periodic pension benefit costs and credits. As described in note 6,
pension credits, combined with pension costs, resulted in net pension credits of
$13.1 million in 2002 and $15.0 million in 2001. The current recognition of
pension income is primarily the result of the exceptional investment performance
of the U.S. pension fund over the past ten years. During that period, the
investment performance of the MSA Noncontributory Pension Fund has ranked among
the top 10% of all U.S. pension funds. Future net pension credits can be
volatile depending on the future performance of plan assets, changes in
actuarial assumptions regarding such factors as the selection of discount rates
and rates of return on plan assets, changes in the amortization levels of
actuarial gains and losses, plan amendments affecting benefit pay-out levels,
and profile changes in the participant populations being valued. Changes in any
of these factors could cause net pension credits to change. To the extent net
pension credits decline in the future, income would be adversely affected.

Interest expense in 2002 was $4.8 million compared to $5.3 million in 2001.
The decrease relates to reductions in long term debt and average short term
borrowings.

Currency exchange gains of $191,000 were recorded in 2002 compared to a
loss of $1.2 million in 2001. The favorable swing was primarily due to the
strengthening of the Euro during 2002. The most significant losses from currency
valuation changes in 2001 related to the strengthening of the U.S. dollar
against the Canadian dollar.

Other income, for which further information is included in note 14, was
$2.3 million in 2002 compared to $2.8 million in 2001.

The effective income tax rate for continuing operations, for which further
information is included in note 3, was 35.1% in 2002 and 40.7% in 2001. The
effective tax rate in 2002 was lower than in 2001 due to favorable tax effects
associated with the charitable donation of property and adjustments to prior
year tax provisions, net of valuation allowances taken on deferred tax assets.
The 2001 effective tax rate included the recognition of a valuation allowance on
deferred tax assets related to foreign tax credit carry-forwards in the U.S. and
improved earnings in high tax rate countries.

Net income from continuing operations was $31.2 million in 2002, an
increase of $5.4 million, or 21%, over 2001 net income from continuing
operations of $25.9 million. Continuing operations basic earnings per share of
common stock improved to $2.56 in 2002 compared to $2.17 in 2001.

Income from discontinued operations, for which further information is
included in note 17, was $3.9 million in 2002, a decrease of $1.9 million, or
33%, from $5.8 million in 2001. The decrease reflects lower sales and gross
margin percentages in 2002.

Net income for 2002 was $35.1 million, an increase of $3.5 million, or 11%,
over 2001 net income of $31.6 million. Basic earnings per share of common stock
improved to $2.88 in 2002 compared to $2.65 in 2001.

2001 versus 2000 - Sales for 2001 were $509.7 million, an increase of $41.4
million, or 9%, from $468.3 million in 2000.

Sales by North American operations were $343.6 million in 2001, an increase
of $47.8 million, or 16%, from $295.8 million in 2000. Approximately half of the
sales increase was related to shipments of self-contained breathing apparatus,
thermal imaging cameras and fire helmets to the fire service market. Gas mask
and respirator sales increased throughout the year, but spiked late in the year
in response to the September 11 disasters. Rescue and recovery efforts and
heightened emphasis on domestic preparedness and homeland security increased
demand for these products. Sales of fall protection equipment also grew in 2001,
primarily due to the acquisition of Surety Manufacturing and Testing, Ltd.
during the first quarter. Instrument sales were also higher during 2001,
particularly in permanent instruments, reflecting market acceptance of the
Ultima and other new products.

Sales by European operations were $94.2 million in 2001, a decrease of $4.9
million, or 5%, from $99.1 million in 2000. The negative currency translation
effects of a strong U.S. dollar accounted for approximately $4.0 million of this
decrease. Higher local currency sales in most European markets were offset by
lower sales in Sweden and Switzerland, where distribution businesses were
divested during 2001.

Sales by International operations were $71.7 million in 2001 compared to
$73.2 million in 2000, a decrease of $1.5 million, or 2%. Local currency sales
growth of approximately 12% was offset by unfavorable currency translation
effects when stated in U.S. dollars. Substantial local currency sales growth was
achieved in Brazil.

16 MSA

Gross profit for 2001 was $200.1 million, an increase of $25.8 million, or
15%, from $174.3 million in 2000. The ratio of gross profit to sales was 39.2%
in 2001 compared to 37.2% in 2000. The improved gross profit percentage accounts
for almost half of the increase in gross profit dollars. The higher gross profit
percentage reflects improvements in production efficiency and inventory
management in North America and Europe.

Research and development expenses, which are included in cost of products
sold, were $16.7 million in 2001, an increase of $752,000, or 5%, from $16.0
million in 2000. These expenses related to safety products equipment research
and development activities primarily in the U.S. and Germany.

Depreciation, selling and administrative expenses increased $6.9 million,
or 7%, to $152.7 million in 2001, but decreased as a percent of sales to 30.0%
in 2001 compared to 31.1% in 2000. The increase in depreciation, selling and
administrative expenses occurred in North America and reflects costs associated
with higher sales volumes and a full year's amortization of goodwill related to
mid-2000 acquisitions. Depreciation, selling and administrative expenses at
international operations were generally flat year-to-year.

Interest expense in 2001 was $5.3 million compared to $4.0 million in 2000.
The increase relates to a full year's interest expense on additional borrowings
made during 2000 to finance acquisitions and common share repurchases by the
company.

Currency exchange losses of $1.2 million were incurred in 2001 compared to
a gain of $444,000 in 2000. The unfavorable swing was primarily related to the
strengthening of the U.S. dollar against the Canadian dollar. The most
significant gains from currency valuation changes in 2000 occurred in Mexico.

Other income, for which further information is included in note 14, was
$2.8 million in 2001 compared to $2.4 million in 2000.

The effective income tax rate for continuing operations, for which further
information is included in note 3, was 40.7% in 2001 and 31.1% in 2000. The
effective rate in 2001 was higher than the U.S. statutory income tax rate
primarily due to the recognition of a valuation allowance on deferred tax assets
related to foreign tax credit carry-forwards in the U.S. and improved earnings
in high tax rate countries. The lower rate in 2000 was primarily due to
operating losses in Germany and adjustments to prior year foreign sales
corporation tax benefits in the U.S.

Net income from continuing operations for 2001 was $25.9 million, an
increase of $7.0 million, or 37%, over 2000 net income of $18.9 million.
Continuing operations basic earnings per share of common stock improved to $2.17
in 2001 compared to $1.54 in 2000.

Income from discontinued operations, for which further information is
included in note 17, was $5.8 million in 2001, an increase of $1.4 million, or
32%, from $4.4 million in 2000. The increase was primarily due to stronger gross
margins in 2001.

Net income for 2001 was $31.6 million, an increase of $8.4 million, or 36%,
over 2000 net income of $23.2 million. Basic earnings per share of common stock
improved to $2.65 in 2001 compared to $1.89 in 2000.

Liquidity and Financial Condition

Continuing operations provided cash of $42.9 million in 2002 compared to
providing $20.2 million in 2001. The increase was related to higher net income
and favorable changes in operating assets and liabilities. In 2002, increases in
receivables used cash of $3.0 million compared to using $16.8 million in 2001.
Reductions in inventory provided $5.5 million of cash in 2002 compared to
increases in inventory using $10.7 million in 2001. Trade receivables related to
continuing operations were $58.6 million at December 31, 2002. Trade receivables
for continuing operations expressed in number of days sales outstanding was 38
days at December 31, 2002, compared to 36 days at the end of 2001. Other
receivables were $35.5 million at December 31, 2002 and $38.3 million at
December 31, 2001, representing the company's retained interest in securitized
receivables. Inventories of continuing operations were $76.7 million at December
31, 2002. Inventories of continuing operations measured against sales turned 7.4
times in 2002 and 7.3 times in 2001. Cash provided by continuing operations in
2001 was $24.9 million lower than in 2000. Net income for 2001 was higher than
in 2000, however, cash flow in 2000 benefited from significant reductions in
receivables and inventories.

Cash provided by discontinued operations in 2002 was $1.2 million lower
than in 2001. The decrease is primarily due to lower income. Cash provided by
discontinued operations in 2001 was $4.2 million higher than in 2000, reflecting
higher income.

2002 Annual Report 17

Management's Discussion and Analysis

Investing activities used cash of $34.0 million in 2002 compared to using
$20.1 million in 2001. The increase in cash used for investing activities was
primarily related to higher spending on acquisitions and lower cash received on
property disposals. In 2002, net cash of approximately $14.5 million was used
for the acquisition of CGF Gallet. In 2001, cash was used for the acquisition of
Surety Manufacturing and Testing, Ltd. Property disposals provided cash of
$649,000 in 2002 compared to providing $6.7 million in 2001, which included cash
received on sales of property in Europe. Cash used for investing activities in
2001 was $22.4 million lower than in 2000, primarily due to lower spending on
acquisitions. In 2000, $29.5 million of cash was used for the acquisitions of
CairnsHelmets and ISI Group, Inc. Capital expenditures of $19.9 million in 2002,
$20.0 million in 2001 and $16.1 million in 2000 were primarily related to
purchases of new or replacement tooling and production equipment.

Financing activities used cash of $7.1 million in 2002 compared to using
$6.3 million in 2001. The increased use of cash for financing activities
reflects higher dividend payments and lower net proceeds from company stock
sales and repurchases. Financing activities used cash of $6.3 million in 2001
compared to providing $4.1 million in 2000. In 2000, the company issued $40.0
million of private placement debt which was partially used to finance
acquisitions and common stock repurchases. Dividends paid on common stock during
2002 (the 85th consecutive year of dividend payment) were 65 cents per share.
Dividends paid per share in 2001 and 2000 were 54 cents and 47 cents,
respectively. As of December 31, 2002, an additional 43,274 shares of common
stock may be repurchased under current authorizations.

The average amount of short term debt outstanding during 2002 and 2001 was
$3.1 million and $4.2 million, respectively. Credit available with financial
institutions at December 31, 2002 was the U.S. dollar equivalent of $18.7
million, of which $9.6 million was unused. Long-term debt, including the current
portion, at December 31, 2002 was $69.3 million, or 19.3% of total capital.
Total capital is defined as long-term debt plus the current portion of long-term
debt and shareholders' equity.

Outstanding indebtedness at December 31, 2002 and 2001 was as follows:

(In thousands) 2002 2001
-------- -------
Bank lines of credit ....................... $ 9,096 $ 2,167
Industrial development debt ................ 10,750 10,750
Senior notes ............................... 56,000 60,000
Other ...................................... 2,564 906
-------- -------
78,410 73,823
Current portion ............................ (14,060) (6,442)
-------- -------
64,350 67,381

Accounts Receivable Securitization

As described in note 10, the company sells eligible trade accounts
receivable to Mine Safety Funding Corporation (MSF), an unconsolidated
wholly-owned subsidiary. MSF was established in November 1999 to provide the
company with an inexpensive and reliable source of financing to replace
borrowings under short term lines of credit. Under accounting principles
generally accepted in the United States of America, MSF is not consolidated with
MSA because legally it is a bankruptcy remote entity. In the event that
MSA declared bankruptcy all cash collections on trade receivables owned by MSF
would first be used to satisfy MSF's borrowings before any remaining proceeds
could be returned to MSA. This arrangement permits MSF to borrow at advantageous
interest rates using its portfolio of trade receivables as security. As a result
of the securitization agreement, $29.0 million of accounts receivable and
short-term debt has been removed from the company's December 31, 2002 balance
sheet. At December 31, 2001, $25.0 million of accounts receivable and short-term
debt were removed from the company's balance sheet under this arrangement.

Cumulative Translation Adjustments

The year-end position of the U.S. dollar relative to international
currencies resulted in translation gains of $5.8 million being credited to the
cumulative translation adjustments shareholders' equity account in 2002,
compared to losses of $4.9 million in 2001 and $5.9 million in 2000. Translation
gains in 2002 occurred primarily in Europe and reflect the significant
strengthening of the Euro. These gains were partially offset by losses in South
America. Translation losses in 2001 occurred primarily in South Africa, Brazil,
Chile and most European countries. The losses in 2000 occurred primarily in
Australia, South Africa, Britain, Canada, and Germany.

Contractual Cash Obligations

The company is obligated to make future payments under various contracts
such as debt and lease agreements. Significant contractual cash obligations of
MSA as of December 31, 2002 were as follows:

(In thousands) .... Total 2003 2004 2005 2006 2007 Thereafter
------- ------ ------ ------ ------ ---- ----------

Long-term debt .... $69,314 $4,964 $4,679 $4,557 $8,140 $ 87 $46,887
Operating leases .. 9,508 2,583 1,903 1,293 835 645 2,249
------- ------ ------ ------ ------ ---- -------
78,822 7,547 6,582 5,850 8,975 732 49,136

18 MSA

Financial Instrument Market Risk

Market risk represents the risk of adverse changes in the value of a
financial instrument caused by changes in currency exchange rates, interest
rates, and equity prices. The company is exposed to market risks related to
currency exchange rates and interest rates.

Currency exchange rate sensitivity - By the very nature of its global
operations, the company's cash flow and earnings are subject to fluctuations due
to exchange rate changes. Because the company operates in a number of locations
around the world, currency exchange risk is well diversified. When appropriate,
the company may attempt to limit its exposure to changes in currency exchange
rates through both operational and financial market actions. These actions may
include contracts and other actions designed to hedge existing exposures by
essentially creating offsetting currency exposures. At December 31, 2002 and
2001 contracts for the purpose of hedging currency were not significant.

Interest rate sensitivity - The company is exposed to changes in interest
rates primarily as a result of borrowing and investing activities used to
maintain liquidity and fund business operations. Because of the relatively short
maturities of temporary investments and the variable rate nature of industrial
development debt, the fair values of these financial instruments approximate
cost at December 31, 2002 and 2001. The incremental increase in the fair value
of fixed rate long term debt resulting from a hypothetical 10% decrease in
interest rates would be approximately $1.2 million. However, the company's
sensitivity to interest rate declines and the corresponding increase in the fair
value of its debt portfolio would unfavorably affect earnings and cash flows
only to the extent that the company elected to repurchase or retire all or a
portion of its fixed rate debt portfolio at prices above carrying values.

Related Party Transactions

Transactions with related parties are made at negotiated prices and were
not material to the financial position or results of operations of MSA at
December 31, 2002.

Recently Issued Accounting Standards

FAS 143, Accounting for Asset Retirement Obligations, addresses accounting
and reporting for obligations associated with the retirement of tangible
long-lived assets. The company does not expect that the adoption of this
statement, which is effective January 1, 2003, will have a significant effect on
its results or financial position.

FAS 146, Accounting for Costs Associated with Exit or Disposal Activities,
requires that costs associated with exit or disposal activities be recognized
when the liability is incurred rather than at the date of commitment to an exit
or disposal plan. FAS 146 is effective for exit or disposal activities that are
initiated after December 31, 2002. The company does not expect that the adoption
of this statement will have a significant effect on its results or financial
position.

FIN 45, Guarantor's Accounting and Disclosure Requirements for Guarantees,
Including Indirect Guarantees of Indebtedness of Others, elaborates on the
disclosures to be made by a guarantor about its obligations under certain
guarantees that it has issued and requires the recognition of a liability at
fair value by the guarantor at the inception of a guarantee. The disclosure
requirements are effective as of December 31, 2002. The initial measurement and
recognition provisions of FIN 45 are required to be applied on a prospective
basis to guarantees issued or modified after December 31, 2002. The company does
not expect that the adoption of this interpretation will have a significant
effect on its financial statements.

Common Stock

At December 31, 2002, there were 12,207,029 shares of common stock
outstanding. There were approximately 1,000 identifiable common stockholders on
November 22, 2002, a recent date for dividends. Common stock price and volume
information is included on the American Stock Exchange under the symbol MSA. The
quarterly high and low price quotations and cash dividend information for common
shares follow:

2002 2001
---------------------------------
Quarter High Low High Low
- -------------------------------------------
First $43.20 $35.35 $25.65 $22.00
Second 50.50 35.00 34.25 25.45
Third 40.75 31.90 47.92 30.35
Fourth 39.25 27.40 51.90 32.10

Dividend Record Payment
Quarter Per Share Date Date
- ---------------------------------------------------
2002
-----------------------------------------
First $.14 Feb. 22, 2002 Mar. 10, 2002
Second .17 May 17, 2002 Jun. 10, 2002
Third .17 Aug. 26, 2002 Sep. 10, 2002
Fourth .17 Nov. 22, 2002 Dec. 10, 2002
----
Total .65
----
2001
-----------------------------------------
First $.12 Feb. 23, 2001 Mar. 10, 2001
Second .14 May 14, 2001 Jun. 8, 2001
Third .14 Aug. 24, 2001 Sep. 10, 2001
Fourth .14 Nov. 23, 2001 Dec. 10, 2001
----
Total .54
----

The company's stock transfer agent is Wells Fargo Shareowner Services, 161 North
Concord Exchange, P. O. Box 738, South St. Paul, MN 55075-0738.

2002 Annual Report 19

Responsibility Statements

Responsibility for Financial Statements

The management of Mine Safety Appliances Company prepared the accompanying
financial statements and is responsible for their integrity and objectivity.
These statements were prepared in conformity with accounting principles
generally accepted in the United States of America. The financial statements
include amounts that are based on management's best estimates and judgements.
The other information in this annual report is consistent with the financial
statements.

The company maintains a system of internal controls, including accounting
controls, and a program of internal auditing. The system of controls provides
for appropriate procedures that are consistent with high standards of accounting
and administration. Management believes that the company's system of internal
accounting controls provides reasonable assurance that assets are safeguarded
against losses from unauthorized use or disposition and that the financial
records are reliable for use in preparing financial statements.

Management recognizes its responsibility for fostering a strong ethical
climate so that the company's affairs are conducted according to the highest
standards of personal and corporate conduct. This responsibility is
characterized and reflected in a broad business ethics policy that addresses,
among other things, conduct of business activities within the laws of the United
States and other countries in which the company operates and potential conflicts
of interests of its associates.

The Board of Directors, through its Audit Committee, assumes an oversight
role in the preparation of the financial statements. The Audit Committee meets
at least twice a year with the company's independent accountants and internal
auditors to discuss the scope of their work and the results of their
examinations.

Report of Independent Accountants

To the Shareholders and Board of Directors of Mine Safety Appliances
Company:

In our opinion, the accompanying consolidated balance sheets and the
related consolidated statements of income, changes in retained earnings and
accumulated other comprehensive income, and cash flows present fairly, in all
material respects, the financial position of Mine Safety Appliances Company and
its subsidiaries (the "Company") at December 31, 2002 and 2001, and the results
of their operations and their cash flows for each of the three years in the
period ended December 31, 2002 in conformity with accounting principles
generally accepted in the United States of America. These financial statements
are the responsibility of the Company's management; our responsibility is to
express an opinion on these financial statements based on our audits. We
conducted our audits of these statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

As discussed in Note 17, the Company has met the requirements under
Statement of Financial Accounting Standard No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets" to classify the results of its
Callery Chemical Division as a discontinued operation and the assets as held for
sale.

/s/ Dennis L. Zeitler /s/ PricewaterhouseCoopers LLP
- --------------------------------- ----------------------------------
Dennis L. Zeitler PricewaterhouseCoopers LLP
Vice President Pittsburgh, Pennsylvania
Chief Financial Officer February 21, 2003
and Treasurer

20 MSA

Consolidated Statement of Income

(In thousands, except per share amounts)

Year Ended December 31 2002 2001 2000
- ---------------------- -------- -------- --------

Net sales .............................................. $564,426 $509,736 $468,307
Other income ........................................... 2,271 2,776 2,444
-------- -------- --------
566,697 512,512 470,751
-------- -------- --------
Costs and expenses
Cost of products sold ............................... 351,587 309,680 293,960
Selling, general and administrative ................. 140,924 130,092 124,840
Depreciation and amortization ....................... 21,525 22,590 20,936
Interest ............................................ 4,769 5,349 4,040
Currency exchange (gains) losses .................... (191) 1,197 (444)
-------- -------- --------
518,614 468,908 443,332
-------- -------- --------
Income from continuing operations before income taxes... 48,083 43,604 27,419
Provision for income taxes ............................. 16,870 17,753 8,531
-------- -------- --------
Net income from continuing operations .................. 31,213 25,851 18,888
Net income from discontinued operations ................ 3,864 5,780 4,351
-------- -------- --------
Net income ............................................. $ 35,077 $ 31,631 $ 23,239
======== ======== ========

Basic earnings per common share:
Continuing operations ............................... $ 2.56 $ 2.17 $ 1.54
Discontinued operations ............................. .32 .48 .35
-------- -------- --------
Net income .......................................... $ 2.88 $ 2.65 $ 1.89
======== ======== ========

Diluted earnings per common share:
Continuing operations ............................... $ 2.54 $ 2.13 $ 1.53
Discontinued operations ............................. .31 .48 .35
-------- -------- --------
Net income .......................................... $ 2.85 $ 2.61 $ 1.88
======== ======== ========

See notes to consolidated financial statements.

2002 Annual Report 21

Consolidated Balance Sheet

(In thousands, except share amounts)

December 31 2002 2001
--------- ---------

Assets
Current Assets Cash and cash equivalents .................................................. $ 36,477 $ 26,701
Trade receivables, less allowance for doubtful accounts of $4,134
and $2,956 .............................................................. 58,648 50,704
Other receivables .......................................................... 35,456 38,325
Inventories ................................................................ 76,748 77,874
Deferred tax assets ........................................................ 20,396 13,633
Prepaid expenses and other current assets .................................. 10,157 10,449
Assets held for sale ....................................................... 45,062
--------- ---------
Total current assets ....................................................... 282,944 217,686
--------- ---------
Property Land ....................................................................... 4,800 4,661
Buildings .................................................................. 87,333 102,555
Machinery and equipment .................................................... 250,797 272,284
Construction in progress ................................................... 5,580 8,289
--------- ---------
Total ...................................................................... 348,510 387,789
Less accumulated depreciation .............................................. (222,905) (236,128)
--------- ---------
Net property ............................................................... 125,605 151,661
Other Assets Prepaid pension cost ....................................................... 107,338 92,437
Deferred tax assets ........................................................ 7,800 12,694
Goodwill ................................................................... 42,963 33,722
Other noncurrent assets .................................................... 13,115 12,498
--------- ---------
Total ...................................................................... $ 579,765 $ 520,698
========= =========

Liabilities
Current Liabilities Notes payable and current portion of long-term debt ........................ $ 14,060 $ 6,442
Accounts payable ........................................................... 30,979 24,751
Employees' compensation .................................................... 16,216 14,368
Insurance .................................................................. 8,899 9,267
Taxes on income ............................................................ 3,748 4,812
Other current liabilities .................................................. 25,798 22,860
--------- ---------
Total current liabilities .................................................. 99,700 82,500
--------- ---------
Long-Term Debt ............................................................................ 64,350 67,381
--------- ---------
Other Liabilities Pensions and other employee benefits ....................................... 61,198 55,428
Deferred tax liabilities ................................................... 61,402 56,053
Other noncurrent liabilities ............................................... 4,053 5,832
--------- ---------
Total other liabilities .................................................... 126,653 117,313
========= =========

Shareholders' Equity
Preferred stock, 4 1/2% cumulative, $50 par value (callable at $52.50) ..... 3,569 3,569
Common stock, no par value (shares outstanding:
2002--12,207,029 2001--12,100,727) ...................................... 28,626 25,386
Stock compensation trust ................................................... (21,697) (22,179)
Treasury shares, at cost ................................................... (134,827) (133,981)
Deferred stock compensation ................................................ (801) (652)
Accumulated other comprehensive income ..................................... (20,501) (26,216)
Earnings retained in the business .......................................... 434,693 407,577
--------- ---------
Total shareholders' equity ................................................. 289,062 253,504
--------- ---------
Total ...................................................................... $ 579,765 $ 520,698
========= =========

See notes to consolidated financial statements.

22 MSA

Consolidated Statement of Cash Flows

(In thousands)
Year Ended December 31

2002 2001 2000
-------- -------- --------

Operating Activities
Net income ...................................... $ 35,077 $ 31,631 $ 23,239
Depreciation and amortization ................... 21,525 22,590 20,936
Pensions ........................................ (13,125) (14,962) (14,900)
Net gain on sale of investments and assets ...... (35) (1,764) (2,136)
Deferred income taxes ........................... 4,765 9,259 3,432
Net income from discontinued operations ......... (3,864) (5,780) (4,351)
Receivables and other receivables ............... (3,008) (16,846) 5,309
Inventories ..................................... 5,518 (10,716) 6,683
Accounts payable and accrued liabilities ........ (3,616) (2,955) 5,476
Other assets and liabilities .................... (1,775) 4,132 237
Other--including currency exchange adjustments .. 1,457 5,561 1,114
-------- -------- --------
Cash Flow From Continuing Operations ............ 42,919 20,150 45,039
Cash Flow From Discontinued Operations .......... 6,412 7,635 3,439
-------- -------- --------
Cash Flow From Operating Activities ............. 49,331 27,785 48,478
-------- -------- --------
Investing Activities
Property additions .............................. (19,946) (19,987) (16,067)
Property disposals .............................. 649 6,685 3,428
Acquisitions, net of cash acquired, and
other investing .............................. (14,668) (6,765) (29,796)
-------- -------- --------
Cash Flow From Investing Activities ............. (33,965) (20,067) (42,435)
-------- -------- --------
Financing Activities
Additions to long-term debt ..................... 677 12 40,720
Reductions of long-term debt .................... (7,089) (5,259) (640)
Changes in notes payable and short-term debt .... 5,578 1,150 (2,276)
Cash dividends .................................. (7,961) (6,480) (5,881)
Company stock purchases ......................... (846) (3,227) (54,948)
Company stock sales ............................. 2,508 7,477 27,088
-------- -------- --------
Cash Flow From Financing Activities ............. (7,133) (6,327) 4,063
-------- -------- --------
Effect of exchange rate changes on cash ............ 1,543 (1,231) (673)
-------- -------- --------
Increase in cash and cash equivalents .............. 9,776 160 9,433
Beginning cash and cash equivalents ................ 26,701 26,541 17,108
-------- -------- --------
Ending cash and cash equivalents ................... $ 36,477 $ 26,701 $ 26,541
-------- -------- --------
Supplemental cash flow information:
Interest payments ............................... $ 5,890 $ 6,566 $ 3,419
Income tax payments ............................. 18,546 9,765 6,789

Noncash investing activity:
Investment sold for other current assets ........ 1,334

See notes to consolidated financial statements.

2002 Annual Report 23

Consolidated Statement of Changes in Retained Earnings and Accumulated Other
Comprehensive Income

(In thousands) Accumulated
Other
Retained Comprehensive Comprehensive
Earnings Income Income
-------- ------------- -------------

Balances January 1, 2000 ..................... $365,068 $(14,831)
Net income ................................. 23,239 $23,239
Cumulative translation adjustments ......... (5,921) (5,921)
Minimum pension liability adjustments (a) .. (117) (117)
-------
Comprehensive income ..................... $17,201
=======
Common dividends ........................... (5,832)
Preferred dividends ........................ (49)
-------- --------
Balances December 31, 2000 ................... 382,426 (20,869)
Net income ................................. 31,631 $31,631
Cumulative translation adjustments ......... (4,934) (4,934)
Minimum pension liability adjustments (a) .. (413) (413)
-------
Comprehensive income ..................... $26,284
=======
Common dividends ........................... (6,432)
Preferred dividends ........................ (48)
-------- --------
Balances December 31, 2001 ................... 407,577 (26,216)
Net income ................................. 35,077 $35,077
Cumulative translation adjustments ......... 5,772 5,772
Minimum pension liability adjustments (a) .. (57) (57)
-------
Comprehensive income ..................... $40,792
=======
Common dividends ........................... (7,914)
Preferred dividends ........................ (47)
-------- --------
Balances December 31, 2002 ................... $434,693 $(20,501)
======== ========

(a) - Charges to minimum pension liability adjustments in 2002, 2001 and 2000
are net of tax benefit of $38,000, $275,000 and $78,000, respectively.

Components of accumulated other comprehensive income are as follows:

(In thousands)
------------------------------
2002 2001 2000
-------- -------- --------

Cumulative translation adjustments ...... $(19,593) $(25,365) $(20,431)
Minimum pension liability adjustments ... (908) (851) (438)
-------- -------- --------
Accumulated other comprehensive income .. $(20,501) $(26,216) $(20,869)
-------- -------- --------

See notes to consolidated financial statements.

24 MSA

Notes to Consolidated Financial Statements

Note 1 - Significant Accounting Policies

Use of Estimates - The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates.

Principles of Consolidation - The consolidated financial statements include
the accounts of the company and all subsidiaries except Mine Safety Funding
Corporation. Intercompany accounts and transactions are eliminated. To
facilitate timely reporting, several international subsidiaries have November
30th fiscal year ends. Certain prior year amounts have been reclassified to
conform with the current year presentation.

Currency Translation - The functional currency of all significant foreign
subsidiaries is the local currency. Assets and liabilities of these subsidiaries
are translated at year-end exchange rates. Income statement accounts are
translated at the average rates of exchange prevailing during the year.
Translation adjustments for these companies are reported as a component of
shareholders' equity and are not included in income. Foreign currency
transaction gains and losses are included in net income for the period.

Cash Equivalents - Cash equivalents include temporary deposits with
financial institutions and highly liquid investments with original maturities of
90 days or less.

Inventories - Inventories are stated at the lower of cost or market. Most
U.S. inventories are valued on the last-in, first-out (LIFO) cost method. Other
inventories are valued on the average cost method or at standard costs which
approximate actual costs.

Property and Depreciation - Property is recorded at cost. Depreciation is
computed using straight-line and accelerated methods over the estimated useful
lives of the assets. Expenditures for significant renewals and improvements are
capitalized. Ordinary repairs and maintenance are expensed as incurred. Gains or
losses on property dispositions are included in income and the cost and related
depreciation are removed from the accounts.

Goodwill and Other Intangible Assets - Effective January 1, 2002, the
company adopted FAS No. 142, Goodwill and Other Intangible Assets. Under this
standard, goodwill and intangible assets with indefinite lives are not
amortized, but are subject to impairment write-down tests that must be performed
at least annually. For years ending prior to 2002, goodwill was amortized on a
straight line basis over periods not exceeding 35 years. Other intangible assets
are amortized on a straight-line basis over their useful lives.

Revenue Recognition - Revenue from the sale of products is recognized when
title, ownership, and risk of loss pass to the customer.

Shipping and Handling - Shipping and handling expenses for products sold to
customers are charged to cost of products sold as incurred. Amounts billed to
customers for shipping and handling are included in net sales.

Research and Development - Research and development costs are charged to
cost of products sold as incurred.

Income Taxes - Deferred income taxes are provided for temporary differences
between financial and tax reporting. Deferred tax assets and liabilities are
measured using enacted tax rates in effect for the year in which those temporary
differences are expected to be recovered or settled. If it is more likely than
not that some portion or all of a deferred tax asset will not be realized, a
valuation allowance is recognized. No provision is made for possible U.S. taxes
on the undistributed earnings of foreign subsidiaries that are considered to be
reinvested indefinitely. Calculation of the unrecognized deferred tax liability
for temporary differences related to these earnings is not practicable. Where it
is contemplated that earnings will be remitted, credits for foreign taxes
already paid are expected to generally offset applicable U.S. income taxes. In
cases where they will not offset U.S. income taxes, appropriate provisions are
recorded.

Stock-Based Compensation Plans - The company applies the intrinsic
value-based method in accordance with Accounting Principles Board Opinion No.
25, Accounting for Stock Issued to Employees. Accordingly, no compensation cost
is recognized for stock option grants. Compensation cost for restricted stock
awards is measured at the market value of the shares when awarded. Unearned
stock compensation is reported in shareholders' equity and is charged to income
over the restriction period.

Recently Issued Accounting Standards - FAS 143, Accounting for Asset
Retirement Obligations, addresses accounting and reporting for obligations
associated with the retirement of tangible long-lived assets. The company does
not expect that the adoption of this statement, which is effective January 1,
2003, will have a significant effect on its results or financial position.

2002 Annual Report 25

Notes to Consolidated Financial Statements

Note 2 - Segment Information

The company is organized into three geographic operating segments: North
America, Europe, and International. The company is engaged in the manufacture
and sale of safety and health equipment, including respiratory protective
equipment, head protection, eye and face protection, hearing protectors, safety
clothing, industrial emergency care products, mining safety equipment, thermal
imaging cameras and monitoring instruments. In addition, the company
manufactures and sells specialty chemicals, including boron-based chemicals.

Reportable segment information is presented in the following table:

North Reconciling Consolidated
(In thousands) America Europe International items totals
-------- -------- ------------- ----------- ------------

2002
Sales to external customers .............. $369,728 $122,377 $72,206 $ 115 $564,426
Intercompany sales ....................... 21,472 35,733 3,116 (60,321)
Net income from continuing operations .... 26,732 2,519 2,372 (410) 31,213
Net income from discontinued operations .. 3,864 3,864
Total assets continuing operations ....... 363,999 145,663 50,364 (25,323) 534,703
Assets held for sale ..................... 45,062 45,062
Interest income .......................... 424 142 281 106 953
Interest expense ......................... 4,501 67 201 4,769
Noncash items:
Depreciation and amortization ......... 16,012 4,446 1,047 20 21,525
Pension income (expense) .............. 16,360 (3,123) (112) 13,125
Equity in earnings of affiliates ......... 23 23
Income tax provision ..................... 13,900 1,056 1,647 267 16,870
Investments in affiliates ................ 1,374 158 1,532
Property additions ....................... 15,412 3,698 831 5 19,946
Fixed assets ............................. 95,411 25,329 4,824 41 125,605
2001
Sales to external customers .............. 343,646 94,187 71,735 168 509,736
Intercompany sales ....................... 20,074 21,668 2,124 (43,866)
Net income from continuing operations .... 22,575 130 3,619 (473) 25,851
Net income from discontinued operations .. 5,780 5,780
Total assets ............................. 399,912 96,372 48,816 (24,402) 520,698
Interest income .......................... 513 146 408 116 1,183
Interest expense ......................... 4,844 156 349 5,349
Noncash items:
Depreciation and amortization ......... 17,714 3,680 1,170 26 22,590
Pension income (expense) .............. 17,885 (2,783) (140) 14,962
Equity in earnings of affiliates ......... 40 40
Income tax provision ..................... 15,094 900 1,732 27 17,753
Investments in affiliates ................ 1,374 135 1,509
Property additions ....................... 13,407 4,916 1,621 43 19,987
Fixed assets ............................. 127,461 18,118 6,033 49 151,661
2000
Sales to external customers .............. 295,789 99,119 73,199 200 468,307
Intercompany sales ....................... 25,573 16,389 1,453 (43,415)
Net income from continuing operations .... 17,525 (2,225) 3,624 (36) 18,888
Net income from discontinued operations .. 4,351 4,351
Total assets ............................. 365,035 93,955 50,296 (19,603) 489,683
Interest income .......................... 604 285 329 25 1,243
Interest expense ......................... 3,329 216 495 4,040
Noncash items:
Depreciation and amortization ......... 16,123 3,374 1,314 125 20,936
Pension income (expense) .............. 16,640 (1,552) (188) 14,900
Equity in earnings of affiliates ......... 25 25
Income tax provision (benefit) ........... 8,721 (2,041) 1,776 75 8,531
Investments in affiliates ................ 1,358 95 1,453
Property additions ....................... 10,738 3,630 1,694 5 16,067
Fixed assets ............................. 132,597 20,681 6,290 18 159,586

Reconciling items consist primarily of intercompany eliminations and items
reported at the corporate level.

Sales are attributed to segments and countries based on the location of the
selling company. Sales to external customers in Germany were $50,925,000 in
2002, $46,865,000 in 2001, and $47,471,000 in 2000.

26 MSA

Note 3 - Income Taxes

The U.S. and non-U.S. components of income before income taxes and
provisions for income taxes are summarized as follows:

(In thousands)
---------------------------
2002 2001 2000
------- ------- -------

Income From Continuing Operations Before Income Taxes
U.S. income.................................................... $47,850 $34,190 $25,422
Non-U.S. income ............................................... 10,190 6,226 6,080
Currency translation losses.................................... (317) (776)
Eliminations................................................... (9,640) 3,964 (4,083)
------- ------- -------
Income Before Income Taxes..................................... 48,083 43,604 27,419
------- ------- -------

Provision For Income Taxes
Current
Federal..................................................... 8,115 5,370 1,199
State....................................................... 610 404 512
Non-U.S. ................................................... 3,380 2,720 3,388
------- ------- -------
Total current provision .................................... 12,105 8,494 5,099
------- ------- -------
Deferred
Federal..................................................... 4,101 8,377 5,150
State ...................................................... 936 1,732 1,137
Non-U.S. ................................................... (272) (850) (2,855)
------- ------- -------
Total deferred provision.................................... 4,765 9,259 3,432
------- ------- -------
Provision for Income Taxes..................................... 16,870 17,753 8,531
------- ------- -------

The following is a reconciliation of the U.S.
Federal income tax rate to the effective tax rate for
continuing operations:

Provision for income taxes at statutory rate................... 35.0% 35.0% 35.0%
State income taxes, net of federal benefit..................... 2.9 3.2 3.9
Effects of foreign operations.................................. (.5) .4 (3.5)
Charitable contribution........................................ (1.4)
Valuation allowance............................................ 3.2 2.3
Adjustment of prior years income taxes......................... (3.8) (3.4)
Other--net..................................................... (.3) (.2) (.9)
------- ------- -------
Provision for income taxes..................................... 35.1% 40.7% 31.1%
------- ------- -------

The components of deferred taxes are as follows:

2002 2001
------- -------

Deferred tax assets
Postretirement benefits........................... $ 5,628 $ 5,701
Inventory reserves ............................... 4,836 3,463
Vacation allowances .............................. 2,560 2,441
Net operating losses ............................. 5,023 6,629
Foreign tax credit carryforwards
(expiring between 2003 and 2007)............... 1,975 2,099
Liability insurance .............................. 1,363 1,931
Basis of capital assets .......................... 5,105 886
Intangibles ...................................... 1,371 679
Warranties ....................................... 1,016 997
Other ............................................ 3,734 2,504
------- -------
Total deferred tax assets ........................ 32,611 27,330
Valuation allowance .............................. (1,975) (1,000)
------- -------
Net deferred tax assets .......................... 30,636 26,330
------- -------
Deferred tax liabilities
Depreciation ..................................... (26,213) (24,234)
Pension .......................................... (37,296) (32,511)
Other ............................................ (333) 689
------- -------
Total deferred tax liabilities ................... (63,842) (56,056)
------- -------
Net deferred taxes .................................. (33,206) (29,726)
------- -------

Net operating loss carryforwards of $4,552,000 have no expiration date and
$471,000 expire in 2008.

Undistributed earnings of international companies for which U.S. income
taxes have not been provided were $85,535,000 at December 31, 2002.

2002 Annual Report 27

Notes to Consolidated Financial Statements

Note 4 - Capital Stock

. Common stock, no par value - 60,000,000 shares authorized
. Second cumulative preferred voting stock, $10 par value - 1,000,000
shares authorized; none issued
. 4 1/2% cumulative preferred nonvoting stock, $50 par value - 100,000
shares authorized; 71,373 shares issued and 50,313 shares ($1,629,000)
held in treasury (no activity in 2002 and 2000; 600 shares, $21,000,
purchased for treasury in 2001)

Common stock activity is summarized as follows:

Shares Dollars (In thousands)
-------------------------------------- ----------------------------------
Stock Stock
Shares Compensation Shares in Shares Compensation Treasury
Issued Trust Treasury Issued Trust Cost
---------- ------------ ---------- ------- ------------ ---------

Balances January 1, 2000 ....................... 6,778,599 (567,630) (1,919,298) $12,596 $(26,679) $ (95,154)
Restricted stock awards (pre-split) ............ 19,760 318 929
Treasury shares purchased (pre-split) .......... (74,616) (4,994)
Three-for-one stock split ...................... 13,557,198 (1,095,740) (3,987,828)
Restricted stock awards forfeited (post-split).. (2,790) (58)
Stock options exercised (post-split) ........... 4,290 21 67
Treasury shares purchased (post-split) ......... (2,009,322) (49,954)
Treasury shares issued (post-split) ............ 1,125,000 5,906 21,094
---------- ---------- ---------- ------- -------- ---------
Balances December 31, 2000 ..................... 20,335,797 (1,639,320) (6,868,854) 18,841 (25,683) (129,066)
Restricted stock awards ........................ 860 12 13
Restricted stock awards forfeited .............. (3,900) (80)
Stock options exercised ........................ 147,254 223,087 4,226 3,491
Tax benefit on exercise of stock options ....... 2,307
Treasury shares purchased ...................... (94,197) (3,206)
---------- ---------- ---------- ------- -------- ---------
Balances December 31, 2001 ..................... 20,483,051 (1,415,373) (6,966,951) 25,386 (22,179) (132,352)
Restricted stock awards ........................ 23,198 915
Stock options exercised ........................ 73,860 30,744 1,786 482
Tax benefit on exercise of stock options ....... 539
Treasury shares purchased ...................... (21,500) (846)
---------- ---------- ---------- ------- -------- ---------
Balances December 31, 2002 ..................... 20,580,109 (1,384,629) (6,988,451) 28,626 (21,697) (133,198)
---------- ---------- ---------- ------- -------- ---------

On May 10, 2000, the company's shareholders approved a three-for-one stock
split of both the issued and authorized common stock, which was distributed on
May 24, 2000, to shareholders of record on May 12, 2000.

During 2000, the company purchased 2.1 million shares of common stock from
a major shareholder for $54.9 million. In a subsequent transaction, the company
sold 1,125,000 shares of common stock that were held in treasury to the MSA
Non-Contributory Pension Plan for Employees for $27.0 million.

The Mine Safety Appliances Company Stock Compensation Trust was established
to fund certain benefit plans, including employee and non-employee directors
stock options and awards. Shares held by the Stock Compensation Trust, and the
corresponding cost of those shares, are reported as a reduction of common shares
issued. Differences between the cost of the shares held by the Stock
Compensation trust and the market value of shares released for stock-related
benefits are reflected in shares issued.

The company has a Shareholder Rights Plan under which each outstanding
share of common stock is granted one-third of a preferred share purchase right.
The rights are exercisable for a fraction of a share of preferred stock, only if
a person or group acquires or commences a tender offer for 15% or more of the
company's common stock. In the event a person or group acquires 15% or more of
the outstanding common stock, each right not owned by that person or group will
entitle the holder to purchase that number of shares of common stock having a
value equal to twice the $225 exercise price. The Board of Directors may redeem
the rights for $.01 per right at any time until ten days after the announcement
that a 15% position has been acquired. The rights expire on February 21, 2007.

28 MSA

Note 5 - Stock Plans

The 1998 Management Share Incentive Plan provides for grants of restricted
stock awards and stock options to eligible key employees through March 2008. The
1990 Non-Employee Directors' Stock Option Plan, as amended April 1, 2001,
provides for annual grants of stock options and restricted stock awards to
eligible directors. As of December 31, 2002, there were 824,625 shares and
66,432 shares, respectively, reserved for future grants under these plans.

Restricted stock awards are granted without payment to the company in
consideration of services to be performed in the ensuing three years (four years
for employee awards prior to 2002). Restricted stock awards of 23,198 shares
(fair value of $915,000), 860 shares (fair value of $25,000), and 19,760
pre-split shares (fair value of $1,247,000) were granted in 2002, 2001, and
2000, respectively. Restricted stock awards expense charged to operations was
$766,000 in 2002, $437,000 in 2001, and $547,000 in 2000.

Stock options are generally granted at market value option prices, are
exercisable beginning six months after the grant date, and expire after ten
years (limited instances of option prices in excess of market value and
expiration after five years). A summary of option activity under the two plans,
adjusted to reflect the three-for-one stock split in May 2000, follows:

2002 2001 2000
--------------------------- --------------------------- --------------------------
Weighted-Average Weighted-Average Weighted-Average
Shares Exercise Price Shares Exercise Price Shares Exercise Price
-------- ---------------- -------- ---------------- ------- ----------------

Outstanding at beginning of year ... 413,487 $22.55 544,794 $20.08 305,379 $19.24
Granted ............................ 184,055 39.51 244,344 25.38 267,120 21.11
Exercised .......................... (104,604) 21.68 (370,341) 20.84 (4,290) 20.56
Forfeited .......................... (5,310) 18.79 (23,415) 19.30
-------- ------ -------- ------ ------- ------
Outstanding at end of year ......... 492,938 29.06 413,487 22.55 544,794 20.08
-------- ------ -------- ------ ------- ------

Options exercisable at year-end .... 492,938 413,487 544,794
-------- ------ ------- ------ ------- ------

The following table summarizes information about options outstanding at
December 31, 2002:

Weighted-Average
Range of Exercise -------------------------------
Shares Price per Share Exercise Price Remaining Life
- ------- ----------------- -------------- --------------
163,450 $14.83 - $21.02 $20.74 6.6
145,433 $22.88 - $29.20 25.20 8.0
184,055 $39.26 - $43.88 39.51 8.7
- ------- --------------- ----- ---
492,938 $14.83 - $43.88 29.06 7.8
- ------- --------------- ----- ---

The company has adopted the disclosure-only provisions of FAS 123,
Accounting for Stock-Based Compensation, and FAS 148, Accounting for Stock-Based
Compensation - Transition and Disclosure. Accordingly, no compensation cost has
been recognized for the company's stock option plans. If the company had elected
to recognize compensation cost based on the fair value of the options at the
grant date as prescribed by FAS 123 and FAS 148, net income and earnings per
share would have been reduced to the pro forma amounts shown below:

(In thousands)
---------------------------
2002 2001 2000
------- ------- -------
Net income as reported ........................... $35,077 $31,631 $23,239
Fair value of stock options granted, net of tax .. (1,717) (1,519) (1,464)
------- ------- -------
Pro forma net income ............................. 33,360 30,112 21,775
------- ------- -------
Basic earnings per share:
As reported ................................... $ 2.88 $ 2.65 $ 1.89
Pro forma ..................................... 2.74 2.52 1.77
Diluted earnings per share:
As reported ................................... $ 2.85 $ 2.61 $ 1.88
Pro forma ..................................... 2.71 2.49 1.76

The fair value of the options granted was estimated at the grant dates
using the Black-Scholes option pricing model and the following weighted average
assumptions for options granted in 2002, 2001, and 2000, respectively: risk-free
interest rate of 5.3%, 5.2%, and 7.0%; dividend yield of 2.0%, 2.1%, and 2.3%;
expected option life of 9.9 years, 9.9 years, and 9.8 years; and expected
volatility factor of 23%, 23%, and 19%.

2002 Annual Report 29

Notes to Consolidated Financial Statements

Note 6 - Pensions and Other Postretirement Benefits

The company maintains various defined benefit and defined contribution
plans covering the majority of its employees. The principal U.S. plan is funded
in compliance with the Employee Retirement Income Security Act (ERISA). It is
the general policy to fund current costs for the international plans except in
Germany and Mexico, where it is common practice and permissible under tax laws
to accrue book reserves.

A minimum liability is recognized for unfunded defined benefit plans for
which the accumulated benefit obligation exceeds accrued pension costs. The
amount of the minimum liability in excess of unrecognized prior service cost,
net of tax benefit, is recorded as a reduction in shareholders' equity.
Non-contributory plan benefits are generally based on years of service and
employees' compensation during the last years of employment. Benefits are paid
from funds previously provided to trustees or are paid by the company and
charged to the book reserves.

During 2001, the principal U.S. and German non-contributory pension plans
were amended to permit the payment of certain unfunded German benefits from
assets of the U.S. plan.

The company provides certain health care benefits and limited life
insurance for retired employees and their eligible dependents.

Information pertaining to defined benefit pension plans and other
postretirement benefits plans is provided in the following table.

(In thousands)
-----------------------------------------
Pension Benefits Other Benefits
------------------- -------------------
2002 2001 2002 2001
-------- -------- -------- --------

Change in Benefit Obligations
Benefit obligations at January 1 ............... $193,603 $177,032 $ 21,835 $ 19,370
Service cost ................................... 5,378 4,645 392 502
Interest cost .................................. 12,917 12,393 1,404 1,488
Employee contributions ......................... 214 231
Plan amendments ................................ 454 (1,319)
Actuarial losses ............................... 11,666 14,594 487 2,484
Benefits paid .................................. (12,242) (11,998) (2,122) (2,009)
Curtailments ................................... (167)
Settlements .................................... (1,245)
Currency translation effects ................... 6,020 (1,882)
-------- -------- -------- --------
Benefit obligations at December 31 ............. 218,010 193,603 20,677 21,835
-------- -------- -------- --------
Change in Plan Assets
Fair value of plan assets at January 1 ......... 314,122 324,824
Actual return on plan assets ................... (32,599) 5,383
Employer contributions ......................... 2,433 1,177 122 94
Employee contributions ......................... 263 231
Benefits paid .................................. (12,242) (11,998) (2,122) (2,009)
Section 420 transfer to retiree medical plan ... (2,000) (1,915) 2,000 1,915
Reimbursement of German benefits ............... (719) (1,888)
Settlements .................................... (1,245)
Currency translation effects ................... 578 (447)
-------- -------- -------- --------
Fair value of plan assets at December 31 ....... 269,836 314,122
-------- -------- -------- --------
Funded Status
Funded status at December 31 ................... 51,826 120,519 (20,677) (21,835)
Unrecognized transition gains .................. (137) (748)
Unrecognized prior service cost ................ 1,647 1,488 (2,138) (957)
Unrecognized net actuarial losses (gains) ...... 9,846 (65,695) 6,768 6,833
-------- -------- -------- --------
Prepaid (accrued) benefit cost ................. 63,182 55,564 (16,047) (15,959)
-------- -------- -------- --------
Amounts Recognized in the Balance Sheet
Prepaid benefit cost ........................... 107,338 92,437
Accrued benefit liability ...................... (46,226) (38,987) (16,047) (15,959)
Intangible asset ............................... 557 696
Minimum pension liability adjustments .......... 1,513 1,418
-------- -------- -------- --------
Prepaid (accrued) benefit cost ................. 63,182 55,564 (16,047) (15,959)
-------- -------- -------- --------

30 MSA

(In thousands, except percents)
----------------------------------
Pension Benefits Other Benefits
----------------- --------------
2002 2001 2002 2001
------- ------- ---- ----

Actuarial Assumptions at December 31
Discount rate ..................................................... 6.4% 6.8% 7.0% 7.5%
Expected return on plan assets .................................... 8.2% 9.0%
Rate of compensation increases .................................... 3.9% 4.2%

Plans with Accumulated Benefit Obligations in Excess of Plan Assets
Projected benefit obligations ..................................... $57,196 $40,547
Accumulated benefit obligations ................................... 50,494 37,759
Plan assets ....................................................... 0 0

(In thousands) Pension Benefits Other Benefits
------------------------------ --------------------------
2002 2001 2000 2002 2001 2000
-------- -------- -------- ------ ------ ------

Components of Net Periodic Benefit Cost (Credit)
Service cost ................................ $ 5,378 $ 4,645 $ 4,358 $ 392 $ 502 $ 409
Interest cost ............................... 12,917 12,393 12,537 1,404 1,488 1,390
Expected return on plan assets .............. (27,332) (27,202) (25,181)
Amortization of transition asset ............ (592) (597) (624)
Amortization of prior service cost .......... 298 300 302 (138) (108) (108)
Recognized net actuarial (gains) losses ..... (3,794) (4,745) (3,914) 552 377 310
Settlement gain ............................. (2,093)
Curtailment loss (gain) ..................... 244 (285)
-------- -------- -------- ------ ------ ------
Net periodic benefit (credit) cost .......... (13,125) (14,962) (14,900) 2,210 2,259 2,001
-------- -------- -------- ------ ------ ------

For measurement purposes, a 7.5% increase in the costs of covered health
care benefits was assumed for the year 2002, decreasing by .5% for each
successive year to 4% in 2009 and thereafter. A one-percentage-point change in
assumed health care cost trend rates would have increased or decreased the other
postretirement benefit obligations and current year plan expense by
approximately $1.0 million and $100,000, respectively.

Expense for defined contribution pension plans was $3,049,000 in 2002,
$2,739,000 in 2001, and $2,619,000 in 2000.

The U.S. defined benefit pension plan owned 1,016,500 shares (market value
$32.8 million) at December 31, 2002 and 1,072,500 shares (market value $43.1
million) at December 31, 2001 of the company's common stock. The pension plan
received dividends of $666,650 and $601,200, respectively, on these shares.

Note 7 - Short-Term Debt

Short-term bank lines of credit amounted to $18,664,000 of which $9,568,000
was unused at December 31, 2002. Generally, these short-term lines of credit are
renewable annually, and there are no significant commitment fees or compensating
balance requirements. Short-term borrowings with banks, which exclude the
current portion of long-term debt, were $9,096,000 and $2,167,000 at December
31, 2002 and 2001, respectively. The average month-end balance of total
short-term borrowings during 2002 was $3,100,000 while the maximum month-end
balance of $9,096,000 occurred at December 31, 2002. The average interest rate
during 2002 was approximately 6% based upon total short-term interest expense
divided by the average month-end balance outstanding, and 3% at year-end.

Note 8 - Leases

The company leases office space, manufacturing and warehouse facilities,
automobiles and other equipment under operating lease arrangements. Rent expense
was $6,879,000 in 2002, $6,020,000 in 2001, and $5,917,000 in 2000. Minimum
rental commitments under noncancelable leases are $2,583,000 in 2003, $1,903,000
in 2004, $1,293,000 in 2005, $835,000 in 2006, $645,000 in 2007, and $2,249,000
after 2007.

Note 9 - Earnings per Share

Basic earnings per share is computed on the weighted average number of
common shares outstanding during the period. Diluted earnings per share includes
the effect of the weighted average stock options outstanding during the period,
using the treasury stock method. Antidilutive options are not considered in
computing diluted earnings per share.

(In thousands)
---------------------------
2002 2001 2000
------- ------- -------

Net income from continuing operations ..... $31,213 $25,851 $18,888
Preferred stock dividends ................. (47) (48) (49)
------- ------- -------
Income available to common shareholders ... 31,166 25,803 18,839
------- ------- -------

Basic shares outstanding .................. 12,171 11,910 12,301
Stock options ............................. 124 169 55
------- ------- -------
Diluted shares outstanding ................ 12,295 12,079 12,356
------- ------- -------
Antidilutive stock options ................ 184 0 18
------- ------- -------

2002 Annual Report 31

Notes to Consolidated Financial Statements

Note 10 - Accounts Receivable Securitization

The company has securitization agreements with Mine Safety Funding
Corporation (MFS) under which the company sells MSF, on a continuous basis, an
undivided interest in eligible trade accounts receivable generated by the
company, while maintaining a subordinated interest in a portion of the
receivables. MSF is an unconsolidated wholly-owned, bankruptcy-remote subsidiary
of the company. Financial assets, net of retained interests, are removed from
the balance sheet when the assets are sold and control is surrendered. The
company services the sold receivables for MSF at market rates and, accordingly,
no servicing asset or liability has been recorded. MSF and the company have also
entered into securitization agreements with financial institutions under which
MSF may sell up to $30 million of accounts receivable to a multi-seller
asset-backed commercial paper issuer.

At December 31, 2002, accounts receivable of $66.2 million were owned by
MSF. The company held a subordinated interest in these receivables of $36.5
million, of which $35.5 million is classified as other receivables. Net proceeds
to the company from the securitization arrangement were $29.0 million at
December 31, 2002. The company incurred net costs associated with the
securitization facility of $2.1 million in 2002, representing the discount loss
on the sale of the receivables, partially offset by related servicing income and
dividends received from MSF. The net cost includes $884,000 in bad debt expense
borne by MSF during 2002.

At December 31, 2001, accounts receivable of $65.0 million were owned by
MSF. The company held a subordinated interest in these receivables of $39.3
million, of which $38.3 million is classified as other receivables. Net proceeds
to the company from the securitization arrangement were $25.0 million at
December 31, 2001. The company incurred net costs associated with the
securitization facility of $2.3 million in 2001, representing the discount loss
on the sale of the receivables, partially offset by related servicing income and
dividends received from MSF. The net cost includes $598,000 in bad debt expense
borne by MSF during 2001.

The key economic assumptions used to measure the retained interest at
December 31, 2002 were a discount rate of 3.7% and an estimated life of 2.5
months. At December 31, 2002, an adverse change in the discount rate or
estimated life of 10% and 20% would reduce the fair value of the retained
interest by $51,000 and $102,000, respectively. The effect of hypothetical
changes in fair value based on variations in assumptions should be used with
caution and generally cannot be extrapolated. Additionally, the effect on the
fair value of the retained interest of changing a particular assumption has been
calculated without changing other assumptions. In reality, a change in one
factor may result in changes in others.

Note 11 - Inventories

(In thousands)
-----------------
2002 2001
------- -------
Finished products ....................... $28,964 $30,375
Work in process ......................... 14,936 12,099
Raw materials and supplies .............. 32,848 35,400
------- -------
Total inventories ....................... 76,748 77,874
------- -------
Excess of FIFO costs over LIFO costs .... 39,431 38,059
------- -------

Inventories stated on the LIFO basis represent 38%, 52%, and 45% of the
total inventories at December 31, 2002, 2001, and 2000, respectively.

Reductions in certain inventory quantities during 2002 and 2000 resulted in
liquidations of LIFO inventory quantities carried at lower costs prevailing in
prior years. The effect of these liquidations reduced cost of sales by $387,000
in 2002 and $1,920,000 in 2000, and increased net income by $235,000 ($.02 per
share) and $1,171,000 ($.10 per share), respectively.

Note 12 - Long-Term Debt

(In thousands)
-----------------
2002 2001
------- -------

U.S.
Industrial development debt issues
payable through 2022, 1.6% ........ $10,750 $10,750
Series B Senior Notes
payable through 2006, 7.69% ....... 16,000 20,000
Senior Notes
payable through 2012, 8.39% ....... 40,000 40,000
Other ................................ 200 38
International
Various notes payable through 2007,
4.9% to 9.5% ...................... 2,364 868
------- -------
Total ................................... 69,314 71,656
Amounts due within one year ............. 4,964 4,275
------- -------
Long-term debt .......................... 64,350 67,381
------- -------

Approximate maturities of these obligations over the next five years are
$4,964,000 in 2003, $4,679,000 in 2004, $4,557,000 in 2005, $8,140,000 in 2006,
and $87,000, in 2007. Some debt agreements require the company to maintain
certain financial ratios and minimum net worth and contain restrictions on the
total amount of debt.

Note 13 - Research and Development Expense

Research and development expense was $20,372,000 in 2002, $16,740,000 in
2001, and $15,988,000 in 2000.

Note 14 - Other Income

(In thousands)
-----------------------
2002 2001 2000
----- ------ ------
Interest ................. $ 953 $1,183 $1,243
Rent ..................... 710 739 957
Dividends ................ 725 625 555
Dispositions of assets ... (864) (136) (528)
Other, net ............... 747 365 217
----- ------ ------
Total .................... 2,271 2,776 2,444
----- ------ ------

32 MSA

Note 15 - Goodwill and Intangible Assets

During 2002, the company adopted FAS No. 142, Goodwill and Other Intangible
Assets. Under this standard, goodwill and other intangible assets with
indefinite lives are not amortized, but are subject to impairment tests that
must be performed at least annually. Transitional impairment tests performed as
of January 1, 2002 indicated that no goodwill impairment existed and as a result
the company did not recognize a transitional impairment loss. Annual goodwill
impairment tests performed during the fourth quarter also indicated that no
goodwill impairment existed and as a result the company has not recognized an
impairment loss.

The effects of adopting the non-amortization provisions of FAS 142 on net
income from continuing operations and basic earnings per share were as follows:

(In thousands, except per share amounts)
----------------------------------------
2002 2001 2000
------- ------- -------

Reported net income from continuing operations .. $31,213 $25,851 $18,888
Goodwill amortization, net of tax ............... 1,365 964
------- ------- -------
Adjusted net income from continuing operations .. 31,213 27,216 19,852
------- ------- -------
Basic earnings per share:
Reported net income from continuing operations .. $ 2.56 $ 2.17 $ 1.54
Goodwill amortization, net of tax ............... .11 .07
------- ------- -------
Adjusted net income from continuing operations .. 2.56 2.28 1.61
------- ------- -------

Intangible assets include non-compete agreements that will be fully
amortized in 2003 and patents that will be fully amortized in 2005. These items
are included in other noncurrent assets. At December 31, 2002, intangible assets
totaled $171,000, net of accumulated amortization of $1.0 million. Intangible
asset amortization expense is expected to be $115,000 in 2003, $52,000 in 2004,
and $4,000 in 2005.

Changes in goodwill and intangible assets, net of accumulated amortization
during the year ended December 31, 2002 were as follows:

(In thousands)
----------------------
Goodwill Intangibles
-------- -----------
Net balances at January 1, 2002 $33,722 $ 526
Goodwill acquired 7,863
Amortization expense (355)
Currency translation and other 1,378
------- -----
Net balances at December 31, 2002 42,963 171
------- -----

There are no goodwill or intangible assets related to discontinued
operations.

Note 16 - Acquisitions

On April 30, 2002, the company acquired CGF Gallet of Lyon, France. Gallet
is the leading European manufacturer of protective helmets for the fire service,
as well as head protection for the police and military. The acquisition of
Gallet complements the company's strong existing line of fire service products
and provides the opportunity to capitalize on opportunities in other areas where
Gallet is strong - such as the law enforcement, military, and aviation markets.
Gallet's results of operations have been included in the company's consolidated
financial statements from the acquisition date.

The aggregate purchase price was $16.6 million of cash and includes amounts
paid to the previous owners and other direct external costs associated with the
acquisition. The acquisition was recorded using the purchase method of
accounting and, accordingly, the purchase price was allocated to assets acquired
and liabilities assumed based on their estimated fair values at the acquisition
date. The following table summarizes the estimated fair values of the Gallet
assets acquired and the liabilities assumed at the date of acquisition:

April 30
(In thousands) 2002
--------
Current assets ............. $17,427
Property ................... 5,800
Goodwill ................... 7,863
-------
Total assets acquired ...... 31,090
-------
Current liabilities ........ 11,093
Long term debt ............. 3,016
Other liabilities .......... 349
-------
Total liabilities assumed .. 14,458
-------
Net assets acquired ........ 16,632
-------

Goodwill related to the Gallet acquisition, which is primarily included in
the European operating segment, is not expected to be deductible for tax
purposes.

On February 1, 2001, the company acquired Surety Manufacturing and Testing,
Ltd. (Surety), a leading provider of fall protection equipment and rescue
systems. The acquisition was recorded using the purchase method of accounting.
The purchase price of $7.1 million was allocated to assets acquired and
liabilities assumed based on estimated fair values and included $5.6 million in
goodwill, which is included in the North American operating segment.

During 2000, the company acquired ISI Group, Inc. (ISIG) and CairnsHELMETS
(Cairns). The acquisitions were recorded using the purchase method of
accounting. The aggregate purchase price of $29.7 million was allocated to
assets acquired and liabilities assumed based on estimated fair values and
included $24.9 million in goodwill, which is included in the North American
operating segment.

The results of operations of Surety, ISIG, and Cairns are included in the
financial statements from their respective acquisition dates. Goodwill
associated with acquisitions completed after June 30, 2001 has not been
amortized.

The following unaudited pro forma summary presents the company's
consolidated results as if the acquisitions had occurred at the beginning of
2000. The pro forma information does not necessarily reflect the actual results
that would have occurred and is not necessarily indicative of future results of
operations for the combined companies.

(In thousands, except earnings per share)
-----------------------------------------
2002 2001 2000
-------- -------- --------

Net sales .............................. $578,252 $535,317 $511,941
Net income from continuing operations .. 32,189 26,559 18,588
Basic earnings per share ............... 2.64 2.23 1.51

2002 Annual Report 33

Notes to Consolidated Financial Statements

Note 17 - Discontinued Operations

In November 2002, the company announced its decision to explore strategic
options, including the sale, of the Callery Chemical Division. Callery Chemical
Division develops, manufactures, and sells specialty chemicals, including alkali
metal strong bases and borane chemicals, for use in pharmaceuticals,
agricultural chemicals, plastics, and a number of other applications. Current
discussions with potential purchasers could result in the division being sold
for a gain during 2003.

The results of the Callery Chemical Division, as summarized below, have
been classified as discontinued operations for all periods presented. The
results for 2002 include $42,000 of expenses directly related to disposal
activities.

(In thousands)
---------------------------
2002 2001 2000
------- ------- -------
Net sales ................................ $29,473 $33,120 $32,060
Income before income taxes ............... 6,147 9,282 6,631
Provision for income taxes ............... 2,283 3,502 2,280
Net income from discontinued operations .. 3,864 5,780 4,351

At December 31, 2002, net assets of Callery Chemical Division classified as
held for sale consisted of the following:

(In thousands)
Accounts receivable and other current assets .. $ 7,983
Inventory ..................................... 7,705
Property, net ................................. 29,374
-------
Net assets held for sale ...................... 45,062
-------

Note 18 - Contingencies

Various lawsuits and claims have been or may be instituted or asserted against
the company, including those pertaining to product liability. While the amounts
claimed may be substantial, the ultimate liability of the company may not be
determinable because uncertainties exist. Based on information currently
available, management believes that the disposition of matters that are pending
or asserted will not have a materially adverse effect on the financial position
of the company.

Note 19 - Quarterly Financial Information (Unaudited)

2002
----------------------------------------------------
(In thousands, except earnings per share) Quarters
-----------------------------------------
1st 2nd 3rd 4th Year
-------- -------- -------- -------- --------

Net sales ................................ $128,058 $141,862 $143,398 $151,108 $564,426
Gross profit ............................. 50,271 51,896 53,000 57,222 212,839

Net income from continuing operations .... 7,724 7,897 5,323 10,269 31,213
Net income from discontinued operations .. 260 1,587 470 1,547 3,864
-------- -------- -------- -------- --------
Net income ............................... 7,984 9,484 5,793 11,816 35,077

Basic earnings per share:
Continuing operations .................... .64 .65 .44 .84 2.56
Discontinued operations .................. .02 .13 .03 .13 .32
-------- -------- -------- -------- --------
Total ................................... .66 .78 .47 .97 2.88

Diluted earnings per share:
Continuing operations .................... .63 .64 .43 .83 2.54
Discontinued operations .................. .02 .13 .04 .13 .31
-------- -------- -------- -------- --------
Total ................................... .65 .77 .47 .96 2.85

2001
----------------------------------------------------
(In thousands, except earnings per share) Quarters
-----------------------------------------
1st 2nd 3rd 4th Year
-------- -------- -------- -------- --------

Net sales ................................ $124,839 $126,179 $131,101 $127,617 $509,736
Gross profit ............................. 48,809 47,922 50,746 52,579 200,056

Net income from continuing operations .... 6,195 5,577 7,303 6,776 25,851
Net income from discontinued operations .. 1,652 1,397 490 2,241 5,780
-------- -------- -------- -------- --------
Net income ............................... 7,847 6,974 7,793 9,017 31,631

Basic earnings per share:
Continuing operations .................... .52 .47 .61 .56 2.17
Discontinued operations .................. .14 .12 .04 .19 .48
-------- -------- -------- -------- --------
Total ................................... .66 .59 .65 .75 2.65

Diluted earnings per share:
Continuing operations .................... .52 .46 .60 .55 2.13
Discontinued operations .................. .14 .12 .04 .18 .48
-------- -------- -------- -------- --------
Total .................................... .66 .58 .64 .73 2.61

34 MSA

Summary of Selected Financial Data

(In thousands, except as noted) 2002 2001 2000 1999 1998
-------- -------- -------- -------- --------

Summary of Operations

Net sales $564,426 $509,736 $468,307 $462,166 $460,973
- ------------------------------------------------------------------------------------------------------------------
Other income 2,271 2,776 2,444 3,619 6,354
- ------------------------------------------------------------------------------------------------------------------
Cost of products sold (see note a below) 351,587 309,680 293,960 297,922 291,347
- ------------------------------------------------------------------------------------------------------------------
Selling, general and administrative (see note a below) 140,924 130,092 124,840 131,281 135,627
- ------------------------------------------------------------------------------------------------------------------
Depreciation and amortization 21,525 22,590 20,936 20,550 19,912
- ------------------------------------------------------------------------------------------------------------------
Interest expense 4,769 5,349 4,040 3,916 3,017
- ------------------------------------------------------------------------------------------------------------------
Currency exchange (gains) losses (191) 1,197 (444) (694) 315
- ------------------------------------------------------------------------------------------------------------------
Provision for income taxes 16,870 17,753 8,531 3,098 5,885
- ------------------------------------------------------------------------------------------------------------------
Net income from continuing operations 31,213 25,851 18,888 9,712 11,224
- ------------------------------------------------------------------------------------------------------------------
Net income from discontinued operations 3,864 5,780 4,351 6,614 7,051
- ------------------------------------------------------------------------------------------------------------------
Change in reporting period, net of tax (see note b below) (1,192)
- ------------------------------------------------------------------------------------------------------------------
Net Income 35,077 31,631 23,239 15,134 18,275
- ------------------------------------------------------------------------------------------------------------------
Basic per common share continuing operations (in dollars) 2.56 2.17 1.54 .65 .84
- ------------------------------------------------------------------------------------------------------------------
Diluted per common share continuing operations (in dollars) 2.54 2.13 1.53 .65 .84
- ------------------------------------------------------------------------------------------------------------------
Dividends paid per common share (in dollars) .65 .54 .47 .44 .44
- ------------------------------------------------------------------------------------------------------------------
Weighted average number of common shares outstanding--basic 12,171 11,910 12,301 12,972 13,290
- ------------------------------------------------------------------------------------------------------------------

Year-End Position
- ------------------------------------------------------------------------------------------------------------------
Working capital (see note c below) $138,182 $135,186 $114,175 $123,085 $119,203
- ------------------------------------------------------------------------------------------------------------------
Working capital ratio (see note c below) 2.4 2.6 2.3 2.5 2.1
- ------------------------------------------------------------------------------------------------------------------
Net property 125,605 151,661 159,586 163,509 164,561
- ------------------------------------------------------------------------------------------------------------------
Total assets 579,765 520,698 489,683 451,741 457,721
- ------------------------------------------------------------------------------------------------------------------
Long-term debt 64,350 67,381 71,806 36,550 11,919
- ------------------------------------------------------------------------------------------------------------------
Common shareholders' equity 288,009 252,451 225,382 241,374 241,743
- ------------------------------------------------------------------------------------------------------------------
Equity per common share (in dollars) 23.59 20.86 19.06 18.75 18.40
- ------------------------------------------------------------------------------------------------------------------
Market capitalization 393,677 485,844 297,169 274,624 310,904
- ------------------------------------------------------------------------------------------------------------------
$ 13,125 $ 14,962 $ 14,900 $ 10,175 $ 10,344

Notes:
a. Noncash pension income, pre-tax
Cost of products sold and selling, general and administrative expenses include
noncash pension income.

b. In 1999, the fiscal year end for certain international affiliates was changed
from November 30th to December 31st. The after-tax effect of the change in
reporting period is included in the 1999 income statement as a change in
accounting principle.

c. Working capital at December 31, 2002 excludes assets held for sale.

2002 Annual Report 35